FINVARI AND CFMA MEMBER PREFERRED BENEFIT PROGRAM – TERMS AND CONDITIONS

Adopted: May 30, 2026

Background

Finvari, Inc. (“Finvari”) has partnered with the Construction Financial Management Association (“CFMA”) to provide a special offer to New Customers of Finvari who have a CFMA Chapter membership (the “Program”). Every time a New Customer signs up to receive Finvari’s products or services, their duly designated CFMA Chapter will receive one or more member benefits set out below (the “Member Benefits”) from Finvari as described in these Terms and Conditions (these “Terms”). 

Eligibility

Member Benefits are eligible to be earned when Qualified Prospects become New Customers of Finvari and when New Customers meet certain minimum spend thresholds, as described herein. Member Benefits will not be paid under the Program if the eligibility criteria are not satisfied. For the avoidance of doubt, if a New Customer has Affiliates, the minimum spend thresholds will be calculated on an aggregated basis and only one set of Member Benefits shall be payable for each family of New Customers. 

CFMA Chapter Affinity Member Benefit

When a Qualified Prospect signs up to receive a product demo from Finvari, it will have the opportunity to designate its CFMA Chapter. If such Qualified Prospect ultimately becomes a New Customer, then Finvari will pay the member benefits (the “Member Benefits”) described in these Terms to the CFMA National Organization for the benefit of such designated CFMA Chapter, from time to time. For the avoidance of doubt, no Member Benefits are payable or will be paid under the terms of the Program for the benefit of any person other than a CFMA Chapter.

Finvari will track each CFMA Chapter’s total earned Member Benefits, and will report it, from time to time, to both the Chapter and the CFMA National Organization. Payments of the Member Benefits will be made semi-annually to the CFMA National Organization who will then distribute it to the respective CFMA Chapters.

Member Benefit Amounts

As provided hereunder, the following Member Benefits will be earned for each qualified New Customer as follows:

  • $1,000, earned upon the first Eligible Transaction;
  • $1,000, earned twelve (12) months after the first Eligible Transaction provided that the New Customer maintains a minimum spend on Eligible Transactions of at least $50,000 during the initial twelve (12) month period;
  • $1,000, earned twenty-four (24) months after the first Eligible Transaction provided that the New Customer maintains a minimum spend on Eligible Transactions of at least $100,000 during the second twelve (12) month period; and
  • $1,000, earned thirty-six (36) months after the first Eligible Transaction provided that the New Customer maintains a minimum spend on Eligible Transactions of at least $100,000 during the third twelve (12) month period.
  • $1,000, earned forty-eight (48) months after the first Eligible Transaction provided that the New Customer maintains a minimum spend on Eligible Transactions of at least $100,000 during the fourth twelve (12) month period.

Member Benefit Payment Terms

Aggregate Member Benefits for all CFMA Chapters will be paid to the CFMA National Organization twice per calendar year within sixty (60) days following June 30th and December 31st respectively for Member Benefits made in the preceding six-month period along with a report of the New Customers aligned to and Member Benefits designated for each applicable Chapter. Finvari cannot direct and has no responsibility or liability for payments being made or not being made from the CFMA National Organization to the relevant CFMA Chapters. 

Changes to the Program or Terms

Finvari reserves the right to modify, suspend or terminate this Program at any time, in its sole and absolute discretion. Further, Finvari may amend these Terms, including any posted Member Benefit amounts, at any time, by updating the “Last Updated” date above and posting changes on finvari.com/cfma-member-preferred-program-terms. Any such changes do not affect Member Benefits already earned prior to the change, but no additional Member Benefits can be earned following suspension or termination of the Program.

Limitation of Liability; Disclaimer

To the fullest extent permitted by applicable law, Finvari’s maximum aggregate liability under the Program, whether arising in contract, tort (including negligence), strict liability or otherwise, shall not exceed the total amount of Member Benefits that have been definitively earned but not yet paid as of the date on which any claim arises. For the avoidance of doubt, no Member Benefit shall be deemed “earned” for purposes of this section unless all applicable eligibility criteria and spend thresholds set forth in these terms have been satisfied in full.

The Program, including all Member Benefits and any related benefits, is provided on an “as is” and “as available” basis. Finvari makes no representations or warranties of any kind, whether express, implied, statutory or otherwise, regarding the Program, including any warranty of merchantability, fitness for a particular purpose, title, or non-infringement. Without limiting the foregoing, Finvari does not warrant or guarantee that the Program will continue for any specified duration, that any particular level of Member Benefits will be earned or paid, or that the Program will not be modified, suspended or terminated at any time in accordance with these Terms. No advice or information, whether oral or written, obtained from Finvari, CFMA or any other source shall create any warranty not expressly stated in these terms.

In no event shall Finvari, its affiliates, or its or their respective officers, directors, employees, agents or representatives be liable to CFMA, any CFMA Chapter, any New Customer, any Qualified Prospect, or any other person or entity for any indirect, incidental, special, consequential, punitive or exemplary damages of any kind (including damages for lost profits, lost revenue, loss of goodwill, loss of anticipated Member Benefits, or loss of data), however caused and regardless of the theory of liability (whether in contract, tort, strict liability or otherwise), even if Finvari has been advised of the possibility of such damages. The limitations set forth in this section shall apply regardless of whether the Program is modified, suspended or terminated and shall survive any expiration or termination of these Terms.

Miscellaneous

Each potential New Customer agrees not to: (a) submit false, misleading, or incomplete information; (b) use automated, scripted, or bulk submissions; or (c) self-refer as a decision-maker without employer authorization. Finvari may review and verify any submission or eligibility claim at any time and may withhold or clawback any Member Benefit obtained in violation of these Terms or based on inaccurate, incomplete, or misleading information. Finvari’s records govern submission time, qualification, ownership, trigger satisfaction, and Member Benefit status. The Program does not create any agency, partnership, exclusive relationship, employment, or reseller status, and no co-marketing rights are granted by these Terms. All decisions regarding eligibility, ownership, qualification, trigger satisfaction, and Member Benefits are in Finvari’s reasonable discretion and may be made or revised based on Finvari’s records and Program updates posted on this page. The laws of the state of Washington govern these Terms. Any dispute arising out of or relating to these Terms shall be resolved exclusively in the state or federal courts located in Seattle, Washington.

Definitions

Capitalized terms used, but not otherwise defined, in these Terms shall have the following meanings:

“Affiliate” means any person or entity that directly, or indirectly through one or more intermediaries, controls, is controlled by or is under common control with a person or entity, as the case may be. For the purposes of this definition, “control” and “controlled” mean the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person or entity, whether through the ownership of voting securities, by contract or otherwise. 

“Card” means the Mastercard branded Finvari Corporate Card issued by Sutton Bank that New Customers use for access to Finvari’s product and platform.

“Customer Agreement” means the agreement between Finvari and a New Customer. The Customer Agreement will be made directly between the New Customer and Finvari, and Finvari shall have the sole and absolute discretion to enter into or decline to enter into any Customer Agreement in connection with any New Customer, and to provide for any terms and conditions that it deems necessary and appropriate, in any Customer Agreement.

“Eligible Transaction” means a bona fide business-related Transaction made by New Customers. Certain Transactions may not be included as an Eligible Transaction, including cash withdrawals, purchases of prepaid cards and cash equivalents, Fees and Fines on a New Customer’s account, Transactions that are deemed fraudulent, disputed Transactions, Unauthorized Transactions or Transactions subject to chargebacks, and certain non-Card payment transactions. Finvari may determine that a Transaction type, or particular Transaction, is excluded from eligibility at any time. Transactions on any New Customer’s statement or statements for which payment is delinquent or for which all or a portion of the balance remains outstanding for any reason, will not be included as Eligible Transactions.

“Excluded Prospect” means a prospective customer of Finvari’s products or services: (i) who has previously used Finvari’s products or services; (ii) who has already been referred to, introduced to, or been in contact with Finvari via any means including e-mail, website, phone or verbal communication by any source other than the person signing up for the initial demo; (iii) to whom Finvari has already submitted a proposal or provided a demo or otherwise already had conversations, live, via phone or e-mail, or any other similar means, at any point during the twelve (12) months preceding the demo inquiry; or (iv) who has otherwise been designated as an Excluded Prospect by Finvari, in writing to the person requesting the demo.

“New Customer” means a Qualified Prospect: (a) who signs a Customer Agreement; and (b) Finvari approves to be onboarded onto Finvari’s platform, together with its Affiliates who otherwise sign a Customer Agreement and are approved to be onboarded onto Finvari’s platform. 

“Qualified Prospect” means a prospective customer of Finvari’s products or services (who is not an Excluded Prospect) and (i) is located in the United States of America, (ii) is not a sole proprietor or single-member partnership or LLC, (iii) has an annual gross revenue of at least $5,000,000, and (iv) is actively using one of the accounting systems into which the Finvari platform is currently integrated.

“Transaction” means the use of a Card to buy goods or services at merchants that accept payments on the applicable Card Network.

[End of Terms]